THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EUREGULATION 596/2014 ("MAR"). UPON PUBLICATION OF THIS ANNOUNCEMENT, THIS INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN .
17 July 2020
Inspired Energy plc
("Inspired Energy" or the "Group")
Completion of Acquisition of Ignite Energy LTD
Further to its announcements of 10 July 2020, Inspired Energy (AIM: INSE), a leading consultant for energy procurement, utility cost optimisation and legislative compliance to corporate energy consumers in the UK and Ireland , is pleased to announce that it has completed the acquisition of the outstanding 60 per cent. of Ignite Energy LTD ("Ignite") for an initial consideration of £11.0 million, comprised of £5.5 million of cash and £5.5 million of shares, on a debt free cash free basis (the "Acquisition"). Completion of the Acquisition was conditional, amongst other matters, on the receipt of the subscription monies relating to the Firm Placing Shares, which were admitted to trading on AIM yesterday, and admission of 32,051,282 New Ordinary Shares to be issued to the vendors of Ignite (the "Consideration Shares"), which will occur at 8am today. The Consideration Shares were issued at a price of 17.16p per Consideration Share, being the average mid-market closing price for the five days prior to 10 July 2020.
Further details on the Acquisition, the Open Offer and the Conditional Placing are set out in the circular sent to shareholders in the Group on 10 July 2020 and available on the Group's website www.inspiredplc.co.uk . The timetable for the remaining key dates pertaining to the Open Offer, Conditional Placing and General Meeting are also set out below.
Total voting rights
The Company's issued share capital now consists of 822,519,522 Ordinary Shares, with each Ordinary Share carrying the right to one vote. The Company does not hold any Ordinary Shares in treasury. This figure of 822,519,522 Ordinary Shares may therefore be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the DTRs. Further announcements on the total voting rights of the Company will be made upon issue of the Open Offer Shares and the Conditional Placing Shares.
Unless the context otherwise requires, defined terms shall have the meaning ascribed to them in the Circular.
Commenting on the acquisition, Mark Dickinson, Chief Executive Officer of Inspired Energy, said : "We are delighted to welcome Ignite to the Group as a wholly owned subsidiary and look forward to accelerating the growth of the Group's optimisation services by maximising the cross-selling opportunities it will present. The immediate focus is on fully integrating Ignite into the Group, whilst continuing to appraise the other M&A opportunities available to management.
"Completion of the acquisition combined with our assurance service for customers really sets Inspired Energy apart as a leader in utility cost optimisation and legislative compliance to corporate energy consumers."
Timetable
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
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Second Admission and completion of the Acquisition | Friday 17 July | |
Recommended latest time for requesting withdrawal of Open Offer Entitlements from CREST | 4.30 p.m. on Tuesday 21 July | |
Latest time and date for depositing Open Offer Entitlements into CREST | 3.00 p.m. on Wednesday 22 July | |
Latest time and date for splitting of Application Forms (to satisfy bona fide market claims in relation to Open Offer Entitlements only) | 3.00 p.m. on Thursday 23 July | |
Latest time and date for receipt of Forms of Proxy for the General Meeting | By 11.00 a.m. on Friday 24 July | |
Latest time and date at which shareholders need to be on the register of members of the Company in order to attend and vote at the General Meeting | 6.30 p.m. on Friday 24 July | |
Latest time and date for receipt of completed Application Forms from Qualifying Non-CREST Shareholders and payment in full under the Open Offer and settlement of relevant CREST instructions (as appropriate) | By 11.00a.m. on Monday 27 July | |
General Meeting | 11.00a.m. on Tuesday 28 July | |
Result of General Meeting and Open Offer announced | Tuesday 28 July | |
Third Admission and commencement of dealings in the Conditional Placing Shares and Open Offer Shares | 8.00 a.m. on Wednesday 29 July | |
CREST accounts credited with Conditional Placing Shares and Open Offer Shares | Wednesday 29 July | |
Dispatch of share certificates in respect of the Conditional Placing Shares and Open Offer Shares (if applicable) and refund payments (where applicable) by cheque in the case of Non-CREST Shareholders or via CREST for CREST Shareholders | by 11 August |
Notes:
1. Each of the above times and/or dates is subject to change at the absolute discretion of the Company and the Brokers. If any of the above times and/or dates should change, the revised times and/or dates will be announced through a Regulatory Information Service.
2. All of the above times refer to London time unless otherwise stated.
3. All events listed in the above timetable following the General Meeting are conditional on the passing of the Resolutions at the General Meeting.
4. Monies will be returned as soon as reasonably practicable to Qualifying CREST Shareholders not later than 4 business days
Enquiries:
Inspired Energy plc |
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Mark Dickinson, Chief Executive Officer | +44 (0) 1772 689 250 |
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Paul Connor, Chief Financial Officer |
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Shore Capital (Nomad and Joint Bookrunner) | +44 (0) 20 7408 4090 |
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Edward Mansfield James Thomas Michael McGloin
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Peel Hunt LLP (Joint Bookrunner) Mike Bell Ed Allsopp
| +44 (0) 20 7418 8900 |
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Alma PR Justine James Josh Royston David Ison | +44 (0) 20 3405 0205 +44 (0) 7525 324431 |
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